Please read the below and submit your name and email address to comply with our confidentiality policy.
This Confidentiality Agreement (the "Agreement") is entered into and is effective as of the date outlined below by and between Kovert Designs Ltd ("VINAYA"), having its registered office at 5 Standard Place EC2A 3BE ("VINAYA") and the name entered via the below form (the "Recipient").
1. Definition of Confidential Information
For the purposes of this Agreement all information disclosed by VINAYA to the Recipient and any other information, including but not limited to information learned by the Recipient from VINAYA employees, agents or through inspection of VINAYA’s property, that relates to VINAYA products, designs, business plans, business opportunities, finances, marketing plans, personnel, research, development or know-how or third party confidential information disclosed to the Recipient by VINAYA; the terms and conditions of this Confidentiality Agreement; and the existence of discussions between the Recipient and VINAYA shall be deemed to be "Confidential Information".
Confidential Information shall not include information that:-
i) is now or subsequently becomes generally available to the public through no fault or breach on the part of the Recipient;
ii) the Recipient can demonstrate to have had rightfully in its possession prior to disclosure to the Recipient by VINAYA;
iii) is independently developed by the Recipient without the use of any Confidential Information; or
iv) the Recipient rightfully obtains from a third party who has the right to transfer or disclose it;
2. Non-disclosure and Non-use of Confidential Information
In consideration of the disclosure of Confidential Information by VINAYA the Recipient will not disclose, publish, or disseminate Confidential Information to anyone other than those of its employees with a need to know, and the Recipient agrees to take reasonable precautions, to prevent the unauthorised use, disclosure, publication or dissemination of Confidential Information. The Recipient agrees to accept Confidential Information for the sole purpose of evaluation in connection with the Recipient's business discussions with VINAYA. The Recipient agrees not to use Confidential Information otherwise for its own or any third party's benefit without the prior written approval of an authorised representative of VINAYA in each instance.
3. No Warranty
All Confidential Information remains the property of VINAYA and no licence or other rights in the Confidential Information are granted hereby. Otherwise, all information is provided "AS IS" and without any warranty, express implied or otherwise, regarding its accuracy or completeness.
4. Return of Documents
The Recipient will return all documents, records and copies thereof containing Confidential Information to VINAYA within 10 business days of receipt of VINAYA's written request for the same. For purposes of this section, the term "documents" includes all information fixed in any tangible medium of expression, in whatever form or format.
5. Equitable Relief
The Recipient hereby acknowledges that unauthorised disclosure or use of Confidential Information could cause irreparable harm and significant injury to Kovert that may be difficult to ascertain. Accordingly, the Recipient agrees that Kovert will have the right to seek and obtain immediate injunctive relief to enforce obligations under this Agreement in addition to any other rights and remedies it may have.
6. Export Regulations
The Recipient certifies that no Confidential Information, or any portion thereof, will be exported to any country in violation of any relevant export regulations.
7. Entire Agreement and Governing Law
This Agreement constitutes the entire agreement with respect to the Confidential Information disclosed herein and supersedes all prior or contemporaneous oral or written agreements concerning such Confidential Information. This Agreement may not be amended except by the written agreement signed by authorised representatives of both parties. This Agreement will be governed by and construed in accordance with the laws of England, excluding that body of law concerning conflicts of law and the parties hereby submit to the jurisdiction of the High Court of Justice in England.
FOR AND ON BEHALF OF RECIPIENT:
Made in London by VINAYA.
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